0000921895-22-001087.txt : 20220404 0000921895-22-001087.hdr.sgml : 20220404 20220404192702 ACCESSION NUMBER: 0000921895-22-001087 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220331 FILED AS OF DATE: 20220404 DATE AS OF CHANGE: 20220404 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hill Path Capital Partners S GP LLC CENTRAL INDEX KEY: 0001711306 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804684 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: 212-632-5440 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hill Path Holdings LLC CENTRAL INDEX KEY: 0001676388 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804683 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: 212.632.5420 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hill Path Capital Partners Co-Investment S LP CENTRAL INDEX KEY: 0001710571 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804685 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: 212-632-5440 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET, 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HM GP LLC CENTRAL INDEX KEY: 0001778909 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804679 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: (212) 632-5420 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HM FUND LP CENTRAL INDEX KEY: 0001778807 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804681 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: (212) 632-5420 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HEP FUND LP CENTRAL INDEX KEY: 0001778825 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804682 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: (212) 632-5420 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HE GP LLC CENTRAL INDEX KEY: 0001778844 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35883 FILM NUMBER: 22804680 BUSINESS ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 BUSINESS PHONE: (212) 632-5420 MAIL ADDRESS: STREET 1: 150 EAST 58TH STREET STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10155 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SeaWorld Entertainment, Inc. CENTRAL INDEX KEY: 0001564902 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 271220297 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6240 SEA HARBOR DRIVE CITY: ORLANDO STATE: FL ZIP: 32821 BUSINESS PHONE: (407) 226-5011 MAIL ADDRESS: STREET 1: 6240 SEA HARBOR DRIVE CITY: ORLANDO STATE: FL ZIP: 32821 4 1 form411269002b_04042022.xml OWNERSHIP DOCUMENT X0306 4 2022-03-31 0 0001564902 SeaWorld Entertainment, Inc. SEAS 0001710571 Hill Path Capital Partners Co-Investment S LP 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 0001711306 Hill Path Capital Partners S GP LLC 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 0001676388 Hill Path Holdings LLC 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 0001778825 HEP FUND LP 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 0001778807 HM FUND LP 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 0001778844 HE GP LLC 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 0001778909 HM GP LLC 150 EAST 58TH STREET 32ND FLOOR NEW YORK NY 10155 0 0 1 0 Common Stock 2022-03-31 4 A 0 1083 0 A 50184 I By Scott Ross Common Stock 5885065 I By Hill Path Capital Partners LP Common Stock 176201 I By Hill Path Capital Co-Investment Partners LP Common Stock 6109961 I By Hill Path Capital Partners Co-Investment E LP Common Stock 402017 I By Hill Path Capital Partners Co-Investment E2 LP Common Stock 1334162 I By Hill Path Capital Partners-H LP Common Stock 83900 I By Hill Path Capital Partners Co-Investment S LP Common Stock 10518006 I By HEP Fund LP Common Stock 2695994 I By HM Fund LP This Form 4 is filed jointly by Hill Path Capital Partners LP ("Hill Path Capital"), Hill Path Co-Investment Partners LP ("Hill Path Co-Investment"), Hill Path Capital Partners-H LP ("Hill Path H"), Hill Path Capital Partners Co-Investment E LP ("Hill Path E"), Hill Path Capital Partners Co-Investment E2 LP ("Hill Path E2"), Hill Path Capital Partners Co-Investment S LP ("Hill Path S"), HEP Fund LP ("HEP Fund"), HM Fund LP ("HM Fund"), Hill Path Capital Partners GP LLC ("Hill Path GP"), Hill Path Capital Partners E GP LLC ("Hill Path E GP"), Hill Path Capital Partners S GP LLC ("Hill Path S GP"), HE GP LLC ("HE GP"), HM GP LLC ("HM GP"), Hill Path Investment Holdings LLC ("Hill Path Investment Holdings"), Hill Path Capital LP ("Hill Path"), Hill Path Holdings LLC ("Hill Path Holdings") and Scott Ross ("Mr. Ross," and collectively with the aforementioned entities, the "Reporting Persons"). To enable all of the Reporting Persons to gain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the second of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group along with HAT Fund LP and HAT Fund II LP, which do not beneficially own any shares of Common Stock, that collectively beneficially own more than 10% of the Issuer's outstanding shares of Common Stock. Mr. Ross is also a director of the Issuer. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Granted under the Issuer's 2017 Omnibus Incentive Plan. Shares of Common Stock owned directly by Hill Path Capital. Hill Path GP, as the general partner of Hill Path Capital, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Capital. Hill Path Investment Holdings, as the managing member of Hill Path GP, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Capital. Hill Path, as the investment manager of Hill Path Capital, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Capital. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Capital. Mr. Ross, as the managing partner of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Capital. Shares of Common Stock owned directly by Hill Path Co-Investment. Hill Path GP, as the general partner of Hill Path Co-Investment, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Co-Investment. Hill Path Investment Holdings, as the managing member of Hill Path GP, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Co-Investment. Hill Path, as the investment manager of Hill Path Co-Investment, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Co-Investment. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Co-Investment. Mr. Ross, as the managing partner of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path Co-Investment. Shares of Common Stock owned directly by Hill Path E. Hill Path E GP, as the general partner of Hill Path E, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E. Hill Path Investment Holdings, as the managing member of Hill Path E GP, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E. Hill Path, as the investment manager of Hill Path E, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E. Mr. Ross, as the managing partner of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E. Shares of Common Stock owned directly by Hill Path E2. Hill Path E GP, as the general partner of Hill Path E2, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E2. Hill Path Investment Holdings, as the managing member of Hill Path E GP, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E2. Hill Path, as the investment manager of Hill Path E2, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E2. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E2. Mr. Ross, as the managing partner of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path E2. Shares of Common Stock owned directly by Hill Path H. Hill Path GP, as the general partner of Hill Path H, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path H. Hill Path Investment Holdings, as the managing member of Hill Path GP, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path H. Hill Path, as the investment manager of Hill Path H, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path H. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path H. Mr. Ross, as the managing partner of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path H. Shares of Common Stock owned directly by Hill Path S. Hill Path S GP, as the general partner of Hill Path S, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path S. Hill Path Investment Holdings, as the managing member of Hill Path S GP, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path S. Hill Path, as the investment manager of Hill Path S, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path S. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path S. Mr. Ross, as the managing partner of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by Hill Path S. Shares of Common Stock owned directly by HEP Fund. HE GP, as the general partner of HEP Fund, may be deemed to beneficially own the shares of Common Stock owned directly by HEP Fund. Hill Path Investment Holdings, as the managing member of HE GP, may be deemed to beneficially own the shares of Common Stock owned directly by HEP Fund. Hill Path, as the investment manager of HEP Fund, may be deemed to beneficially own the shares of Common Stock owned directly by HEP Fund. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by HEP Fund. Mr. Ross, as the managing member of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by HEP Fund. Shares of Common Stock owned directly by HM Fund. HM GP, as the general partner of HM Fund, may be deemed to beneficially own the shares of Common Stock owned directly by HM Fund. Hill Path Investment Holdings, as the managing member of HM GP, may be deemed to beneficially own the shares of Common Stock owned directly by HM Fund. Hill Path, as the investment manager of HM Fund, may be deemed to beneficially own the shares of Common Stock owned directly by HM Fund. Hill Path Holdings, as the general partner of Hill Path, may be deemed to beneficially own the shares of Common Stock owned directly by HM Fund. Mr. Ross, as the managing member of each of Hill Path Investment Holdings, Hill Path and Hill Path Holdings, may be deemed to beneficially own the shares of Common Stock owned directly by HM Fund. Hill Path Capital Partners Co-Investment S LP, By: Hill Path Capital Partners S GP LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04 Hill Path Capital Partners S GP LLC, By: Hill Path Investment Holdings LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04 Hill Path Holdings LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04 HEP Fund LP, By: HE GP LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04 HM Fund LP, By: HM GP LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04 HE GP LLC, By: Hill Path Investment Holdings LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04 HM GP LLC, By: Hill Path Investment Holdings LLC, By: /s/ Scott Ross, Managing Partner 2022-04-04